THE SECURITIES and Exchange Commission (SEC) has revoked the corporate registrations of Procap International, Inc. and Ray International Philippines Corp. following allegations of unauthorized solicitation of investments from the public.

The SEC’s Enforcement and Investor Protection Department issued separate orders canceling the corporate registrations of both companies, the commission said in a statement on Tuesday.

According to the SEC, Procap’s corporate registration was canceled for violating Section 44 of Republic Act (RA) No. 11232, or the Revised Corporation Code of the Philippines (RCC), in relation to Section 6(i), paragraph 2 of Presidential Decree (PD) No. 902-A.

The revocation order against Ray International was also issued for violating Section 6(i), paragraph 2, and Section 3 of PD 902-A.

“The RCC prohibits corporations from possessing or exercising corporate powers other than those conferred by the law or by its articles of incorporation (AOI),” the SEC said.  

“PD 902-A authorizes the commission to suspend or revoke the franchise or certificate of registration of corporations for serious misrepresentation as to what it can do to the prejudice of or damage to the public,” it added.

As a result, Procap, its president, and nominees were instructed to pay a P1 million fine under RA 8799 or the Securities Regulation Code.

The company was found to be selling securities in the form of investment contracts through policy plans, promising investors guaranteed daily income of 0.2% to 1.4%, depending on their chosen plan.

Under its AOI, Procap is prohibited from soliciting investments from the public and issuing investment contracts. The SEC issued a cease and desist order (CDO) against the company in February.

Meanwhile, the SEC said that Ray International, which conducts business under the names and styles of Ray Education Directions Consultancy Services, Be Unrivaled Productions, and Sine Cordillera, was also found to be soliciting investments without government approval.  

The company was deemed to be offering programs for becoming a real estate agent as well as a property saver or buyer-investor with a guaranteed income of up to P61,000 for 24 months, depending on the investment.

It also promotes becoming a passive investor as a partner-financier for an investment from P300,000 to P10 million, with a total income of P108,000 to P3.6 million in 12 months.

In June 2023, the SEC issued a CDO against Ray International, along with other companies such as Casa Infini Builders and Realty Co. Ltd., Casa Infini Realty Management Co., Ltd., and Casa Infini Properties and Development Corp., where its incorporator also holds controlling positions.

BusinessWorld reached out to the two companies but did not receive a response by the deadline. — Revin Mikhael D. Ochave